May 18, 2015
VIA EDGAR
Division of Corporation Finance
Securities and Exchange Commission
Washington, D.C. 20549
Attention: | Jeffrey P. Riedler, Assistant Director |
Daniel Greenspan |
Christina De Rosa |
Re: | Citizens, Inc. |
Post Effective Amendment No.1 to Form S-3 on Form S-1 |
Filed on May 7, 2015 |
Post Effective Amendment No.2 to Form S-3 on Form S-1 |
Filed on May 15, 2015 |
File No. 333-185618 |
REQUEST FOR ACCELERATION OF EFFECTIVENESS |
Dear Mr. Riedler:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Citizens, Inc. (the “Registrant”) hereby requests acceleration of the effective date of its Post Effective Amendment No.1 to its Form S-3 Registration Statement (File No. 333-185618), as amended (the “Amendment”),so that it may become effectiveat or before 9:00 am on May 19, 2015, or as soon as practicable thereafter.
The Registrant hereby acknowledges that it is aware of its responsibility under the Securities Act of 1933 and the Securities Exchange Act of 1934 as it relates to the proposed public offering of the securities specified in its Amendment noted above.
In connection with our request for acceleration, we acknowledge that:
• | should the Commission or the staff acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing; |
• | the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
• | the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States. |
We respectfully request that we be notified of such effectiveness by a telephone call to the Company’s General Counsel, Geoffrey M. Kolander, at (512) 837-7100.
/s/ Rick Riley
Rick D. Riley
Vice Chairman and President